Giving In
by GoodnightNobody
Summary: Elena finally "giving in" in 3x19.


They laid next to each other but they did not touch, sexual tension hung heavy in the stale air of the cheap motel room.

Elena's chest visibly rose and fell as she struggled to slow her heart rate, which had been increasing steadily since Damon had entered the room. She wanted to jump his bones, to let him fuck her until she forgot the ambiguity of her daily life, but she didn't move. Instead she stayed paralyzed by fear and indecision.

Damon reached out and caressed her hand. He tried to interlace their fingers but Elena resisted, petrified by the vibrations that where blossoming throughout her body.

Their eyes met and Elena gasped, still desperately trying to get air into her lungs, suffocating under the weight of the moment. She rose from the bed and escaped to the walkway outside of their room. She took big gulps of the cool mountain air and let her body rest against the ice machine, wrapping her sweater protectively around herself.

Damon emerged, his shirt was still hanging open. Elena didn't allow herself to look, she simple sighed out "don't" and shook her head, looking at the ground, convincing herself that resisting his advances was the honorable thing to do.

"Why not?"

It was more of a statement then a question. He didn't wait for a reply because he didn't need one. They had come on this trip to sort out their feelings and that was exactly what he intended to do.

All of the sudden the air became just as stifling as the air in the motel room and Elena was struggling for breath again. Heat radiated from her torso and a flush crept up to her cheeks.

She turned and grabbed Damon's face, sealing their lips together with reckless abandon. His arms wrapped themselves around the arch of her back, pulling her body flush against his, letting her feel his hardening erection. He rubbed it into her body and she let out a little gasp when he hit a particularly sensitive spot.

Damon waited for her to pull back, for her to push him away, for her to release the pent up anger and frustration of the situation, but she did not. Instead she kept taking more. She kept going back in each time their lips separated, she couldn't get enough.

She let Damon press her back against the solid concrete pillar that was holding the roof up. He used his hand to prevent her head from completely colliding with the hard surface but he didn't let their lips separate. The ache between Elena's legs magnified each time his body moved closer.

Once she had her back firmly pressed into the pillar, he kissed down her neck to her chest. Elena threw her head back and watched the flies crawl across filthy ceiling above her, enjoying the sensations his mouth was creating. He tried to work his way down her top and to the swell of her breast but she held his head and redirected his movements, murmuring "hi". She couldn't think strait enough to form an actual sentence but knew if she let him go there, there would be no turning back.

Damon brought his lips back to hers, finally allowing himself to become the aggressor that he wanted to be. He held her head and looked into her lust filled eyes, which were hooded and barely able to meet his through the dense forest of her eyelashes. A single strand of her hair remained attached to Damon's lips, physical proof of the intense emotional connection exploding around them.

Elena continued to struggle for breaths between their increasingly sloppy, frantic kisses. Damon grabbed her ass and pulled her pelvis into his, straining to elevate some of the pressure of his swollen dick. He tried to get his hands up the back of her sweater to feel more of her skin but Elena intercepted his hands, and held them in hers, a moment of clarity and pause coming to fruition in the heavy haze of eager passion.

"Let's go back into the room." She whispered, her breathing rapid and ragged.

Their bodies separated and she pulled her sweater back over her shoulders and wrapped it around herself. Damon interlaced the fingers of his right hand with hers and tugged her in his path.

Elena stepped over the threshold of the room and closed the door behind her. She stood frozen in her place, unsure of what her next move should be. She was the one who had suggested they go back to the motel room, after all, but now she remained motionless, just like she had been in the bed moments ago.

Damon intercepted her moment of hesitation, reconnecting their lips. He traced her pouty bottom lip with his tongue and then pressed it into her mouth, tasting the tingle of her minty toothpaste. He was pleasantly surprised when she reciprocated by grasping the hair at on the back of his head and let her tongue play with his.

He pushed the sweater that she had just repositioned off of her shoulders and down her arms, letting it fall to the ground and pool around her feet. He left open mouthed kissed down the curve of her neck, he stopped where it met her shoulder and sucked the tender skin into his mouth.

Elena let out a groan of approval but used the handful of hair she had to pull his lips from her skin before he could make a mark. Damon easily relented and gleefully continued his journey across her skin, down her chest, and to her breast. This time, Elena didn't stop him. She let her head tip back and rest on the door behind her in anticipation.

He hooked a finger in her tank top and pulled it down far enough to expose her nipple. He kissed his way around the velvety skin before rolling it between his lips and then enclosing it in the cavern of his mouth. Elena's lips parted and her eyes closed, she rubbed her thighs together in an attempt to satiate some of the throbbing there. She felt moisture gathering in her panties, her body proactively lubricating in hopes of what was to come.

Damon extracted himself from her nipple, distracted and slightly humored by what she was doing with her legs. He placed his hand on her back and then slid is down under the waistband of her pants and grabbed her firm ass, crushing her hips to him. Elena ground into him in response and let out a little breathy moan, which made Damon smile.

He used his hands to frame her face and kissed her nose and then her eyelids and then her cheeks, giving her another opportunity to rebuff his advances but she didn't. Instead she pushed his shirt from his shoulders and unbuttoned his pants, pushing them precariously low around his hips.

She took a sharp inhale and licked her lips, hyper focused on getting his pants off. Damon took her hands from his hips and used them to pull her over to the bed. He turned her so that her back was facing it and pressed her down on to the mattress. He allowed himself to take in the moment. The girl he had loved and lusted after for years was finally here, fully here, with him.

When she caught him staring, she moved her hands to the hem of her shirt, pulling it over her head and tossing it to the floor. Damon lips parted as he devoured her with his eyes. To say that what she looked like under all of her modest outfits hadn't frequently crossed his mind would be a lie, it CONSTANTLY crossed his mind, now it was finally happening and she was even more beautiful then he could have ever imagined.

He hovered above her, pressing a knee into the ugly comforter to brace his weight and shimmied her bottoms over her hips. When she was fully exposed he started to work on his own pants, pulling them down enough to free his painfully hard and weeping cock. It stiffened further when it was hit by the cool air, curling up and resting bellow his belly button.

Damon could read the hesitation on her face. He lifted her from the mattress, sliding her body up so her head could rest on a pillow. He pulled his head back and used a finger to tip her chin, coaxing her eyes to his.

"Is this okay?" He asked hesitantly.

Elena nodded her head. Her moment of trepidation replaced with a burning need for him.

He slid down the length of her body, stopping when he reached her hips points and leaving a kiss on each one. He laid flat on his stomach and hooked his arms around her thighs, setting her feet flat on the bed.

"Oh God." Elena groaned and used a hand to cover her eyes. Damon poked his tongue out and ran it along her labia. He sucked one side into his mouth and then released it, moving to the other. He used his fingers to separate the two sides and blew a puff of air into her core. Elena let her legs fall open in a silent invitation.

He used his tongue to search for her clit, he stilled when he found it and sucked the erect nub into his mouth. The hand that was covering Elena's eyes started to clench, she took a deep breath and held it.

"Damon." She breathed out, "… I want more…"

He sealed his index and middle finger together and thrust them into her as he continued to suckle her clit. He pumped his fingers in and out, the moisture from her body making his movements effortless. Her legs started to tremble and close around his head, as she reached orgasm for the first time that night.

The hand that had been covering her eyes fell onto the pillow next to her head as she panted for breath. Damon released the flesh from his mouth and gently removed his fingers from her body.

Elena opened her eyes and smirked up at him, still dazed from the rush of endorphins, to see Damon gazing down at her.

"Are you okay?" He asked.

"Yes." She giggled and pulled his face to hers, wrapping her legs around his waist.

Damon slid a hand between the increasingly slick skin of their bodies and grasped his cock, he held the fleshy head at her entrance but didn't push in. He made a small circle, transferring the fluids from her body on to his, and then moved it to her clit, applying enough pressure to earn a groan from his partner.

Elena pressed her hips towards his, trying to get him where she wanted, letting out a frustrated huff when he continued to tease her. "Damon." She said, guiding his face to look at her, "please".

Damon slowly pushed into her and watched her face contort in pleasure. She let out a little gasp, her insides clenching at the sudden intrusion. Tears filled her eyes with the rush of emotions that washed over her. She tried to blink they back before they trickled down her face, not wanting them to be misconstrued as pain or regret.

She bit the inside of her cheek in an effort to suppress all of the things she wanted to say, things that he probably wasn't ready to hear yet, things that would change everything. She effectively blinked back the moisture clinking to her eyelashes.

"Still with me?" Damon used the sides of his hands to clear the sticky hair from her face.

She nodded her head. He used a finger to tilt her head back, exposing her throat to him. He licked from the base of her neck to her earlobe and traced around the rim. He started to move his hips, steadily increasing the speed of his thrusts, working them higher towards ecstasy.

Elena clenched her thighs, trapping his hips, willing to prolong this moment. Her mouth was hanging open, little groans escaped rhythmically in time with his thrusts. Damon covered her mouth with his, swallowing the noise and nibbling along her lips.

He grasped her hips and flipped them over. Elena braced her weight on her chest and sat back on her knees. She lifted her body from his, watching as his glistening cock slid almost all of the way out of her body before pressing back down, seeing it disappear back inside her. She took a few long, lazy strokes.

Damon groped her chest, trying to grab handfuls of her ample cleavage as she moved above him. She took her hands from his chest and sat up, tangling them in her snarly hair, opening her chest to him.

He rolled her nipples between his fingers and then grasped her ribcage, holding her body still as he thrust up into her. She tipped her head back and let her gaze come to rest on the ceiling, grinding her hips down, desperate for clitoral stimulation. She clutched fistfuls of her hair as she came undone, fluids from her core seeping down onto Damon's body.

The bliss from her orgasm radiated through her loins and she started to tremor. Damon sat up and pulled her into his chest, giving just one more solid thrust before releasing into her.

The room was quiet again, the only sound coming from their straining breaths. Damon laid back and pulled the damp sheet up around them. There was so much he wanted to say but he was hesitant to say anything, afraid that Elena would be upset or feel regret about what they had just done.

He placed a kiss on the top of her head before she rolled off of him and onto her side. She rested her head on her hand and looked over at him and smiled a sleepy, sedated smile.

"So… Did we figure anything out?" Damon asked, reaching over to tuck hair behind her ear.

"I think we may have." She rested her heavy head on his chest. "But can we talk about it tomorrow?" She yawned.

"Of course." Damon rested his nose on her head, taking long deep breaths of her citrus shampoo. He stroked her back, waiting for her to surrender to sleep.


End file.
